ADVISORY AGREEMENT BETWEEN APPLE REIT TEN, INC. AND APPLE TEN ADVISORS, INC.

          (a) “Affiliate” means (i) any Person directly or indirectly controlling, controlled by or under common control with another Person, (ii) any Person owning or controlling 10% or more of the outstanding voting securities or beneficial interests of such other Person, (iii) any officer, director, trustee or general partner of such Person and (iv) if such other Person is an officer, director, trustee or partner of another entity, then the entity for which that Person acts in any such capacity. “Affiliated” means being an Affiliate of a specified Person.

          (b) “Articles of Incorporation” means the Company’s Articles of Incorporation filed with the Virginia State Corporation Commission, including all amendments, restatements or modifications thereof.

          (c) “Asset Management Fee” means the fee payable to the Advisor for its services hereunder. Such fee will be paid pursuant and subject to Section 11 of this Agreement.

          (d) “Average Invested Assets” for any period means the average of the aggregate book value of the assets of the Company invested, directly or indirectly, in equity interests in and loans secured by real estate, before reserves for depreciation or bad debts or other similar non-cash reserves, computed by taking the average of such values at the end of each month during such period.

          (e) “Board of Directors” means the Company’s Board of Directors as of any particular time.

          (f) “Bylaws” means the Company’s Bylaws, including all amendments, restatements or modifications thereof.

          (g) “Calendar Year” means the year ended December 31st and any portion thereof treated by the Internal Revenue Service as a reporting period for the Company.

          (h) “Code” means the Internal Revenue Code of 1986, as amended from time to time, including successor statutes thereto.

          (i) “Company Net Income” for any period means the total revenues of the Company for such period, less expenses applicable to such period other than additions to reserves for depreciation or bad debts or other similar non-cash reserves. “Company Net Income,” for purposes of calculating Operating Expenses in Section 15 of this Agreement, does not include the gain from the sale of the Company’s assets.

          (j) “Directors” means, as of any particular time, the directors of the Company holding office at such time.

          (k) “Funds From Operations” will be based on the National Association of Real Estate Trusts definition which is net income, computed in accordance with generally accepted accounting principles (GAAP), excluding gains or losses on sales of depreciable property, plus depreciation and amortization of real estate property used in operations, less preferred dividends and after adjustments for unconsolidated partnerships and joint ventures.

          (l) “Offering” means the public offering of the Company’s Units.

          (m) “Operating Expenses” means all operating, general and administrative expenses of the Company as determined under generally accepted accounting principles (including regular compensation payable to the Advisor), excluding, however, the following:

          (i) expenses of raising capital;

          (ii) interest payments;

          (iii) taxes;

          (iv) non-cash expenditures, such as depreciation, amortization and bad debt;

          (v) reserves;

          (vi) incentive fees paid to the Advisor, if any; and

          (vii) costs related directly to asset acquisition, operation or disposition.

          (n) “Organizational and Offering Expenses” means all expenses incurred in connection with the formation and registration of the Company and in qualifying and marketing the Units under applicable federal and state law, and any other expenses actually incurred and directly related to the qualification, registration, offer and sale of the Units, including such expenses as (i) all marketing expenses and payments made to broker-dealers as compensation or reimbursement for all costs of reviewing the Offering, including due diligence investigations and fees and expenses of their attorneys, accountants and other experts; (ii) registration fees, filing fees and taxes; (iii) the costs of printing, amending, supplementing and distributing the registration statement and Prospectus; (iv) the costs of obtaining regulatory clearances of, and printing and distributing, sales materials used in connection with the offer and sale of the Units; (v) the costs related to investor and broker-dealer sales meetings concerning the Offering; and (vi) accounting and legal fees incurred in connection with any of the foregoing.

          (o) “Person” includes an individual, corporation, partnership, joint venture, association, company, trust, bank or other entity, or government and any agency and political subdivision of a government.

          (p) “Property” or “Properties” means partial or entire equity interests, including equity participation interests such as general partnership interests and joint venture interests, owned by the Company in real property as described in the Prospectus.

          (q) “Prospectus” has the meaning given to that term by Section 2(10) of the Securities Act of 1933, as amended, and as used herein, the term means the Prospectus of the Company pursuant to which the Units are offered to the public.

          (r) “Return Ratio” means, for any period, the ratio of Funds From Operations to Total Contributions.

          (s) “Shareholders” means the holders of record of the Company’s Units.

          (t) “Total Contributions” means the gross offering proceeds which have been received by the Company from time to time from the sale or sales of the Units. Total Contributions shall be calculated to reflect the average of the daily amounts during the period in question of the gross offering proceeds which have been received by the Company from time to time from the sales of Units, to extent such Units are issued and such sales have actually been closed.

          (u) “Units” means the Units of the Company. Each Unit consists of one Common Share and one Series A preferred share of the Company.

          (a) serve as the Company’s investment advisor and consultant in connection with policy and investment decisions to be made by the Board of Directors, furnish reports to the Board of Directors, and provide research, economic and statistical data in connection with the acquisition, financing, refinancing, holding, leasing and disposition of Properties and other investments of the Company;

          (b) administer the day-to-day operations of the Company and perform or supervise the various administrative functions reasonably necessary for the management of the Company;

          (c) investigate, select and, on behalf of the Company, engage and conduct business with (including, but not limited to, entering into contracts in the name of the Advisor or the Company) consultants, accountants, correspondents, lenders, servicers, technical advisors, attorneys, brokers, underwriters, corporate fiduciaries, escrow agents, depositaries, custodians, agents for collection, insurers, insurance agents, banks, builders, developers, property owners, mortgagors, and other mortgage and investment participants, any and all agents for any of the foregoing, including Affiliates of the Advisor, and Persons acting in any other capacity deemed by the Board of Directors necessary or desirable for the performance of any of the foregoing services;

          (d) act as attorney-in-fact or agent in acquiring, financing, refinancing, leasing and disposing of Properties and other investments, in disbursing and collecting funds of the Company, in paying the debts and fulfilling the obligations of the Company and in handling, prosecuting and settling any claims of the Company, including the foreclosure or other enforcement of any mortgage or other lien securing Properties or other investments, and exercise its own discretion in doing so; provided that any fees and costs payable to independent Persons incurred by the Advisor in connection with the foregoing shall be the responsibility of the Company;

          (e) negotiate on behalf of the Company with banks or other lenders for loans to be made to the Company, and negotiate on behalf of the Company with investment banking firms and broker-dealers or negotiate private sales of the securities of the Company or obtain loans for the Company, but in no event in such a way so that the Advisor shall be acting as broker-dealer or underwriter; and provided, further, that any fees and costs payable to third parties incurred by the Advisor in connection with the foregoing shall be the responsibility of the Company;

          (f) invest or reinvest any money of the Company, as directed by the Board of Directors or subject to such discretionary powers as the Board of Directors may from time to time delegate;

          (g) if requested by the Company, provide appraisal reports on any real property that is, or is proposed to be, acquired by the Company for investment;

          (h) at any time reasonably requested by the Board of Directors (but not more than monthly) make reports of its performance of services to the Company;

          (i) communicate on behalf of the Company with the Shareholders of the Company as required to satisfy the continuous reporting and other requirements of any governmental bodies or agencies to the Shareholders and third parties and to maintain effective relations with the Shareholders;

          (j) counsel the Company in connection with policy decisions to be made by the Board of Directors;

          (k) provide the executive and administrative personnel and services required in rendering the foregoing services to the Company; and

          (l) perform such other services as may be required from time to time for management and other activities relating to the assets of the Company as the Advisor shall deem appropriate under the particular circumstances.

          (a) The Advisor shall refrain from taking any action which, in its sole judgment made in good faith, would adversely affect the status of the Company as a real estate investment trust as defined in the Code, subject the Company to regulation under the Investment Company Act of 1940, violate any law, rule or regulation or would otherwise not be permitted by the Articles of Incorporation or Bylaws of the Company, except if such action shall be ordered by the Board of Directors, in which case the Advisor shall notify promptly the Board of Directors of the Advisor’s judgment of the potential impact of such action and shall refrain from taking such action until it receives further clarification or instructions from the Board of Directors. Notwithstanding the foregoing, the Advisor and its stockholders, directors, officers and employees shall not be liable to the Company, or to the Company’s Board of Directors or Shareholders for any act or omission by the Advisor, or its stockholders, directors, officers or employees except as provided in Section 16 of this Agreement.

          (b) In performing its duties and obligations under this Agreement, the Advisor shall abide by and comply with the provisions and policies set forth in the Articles of Incorporation and Bylaws.

          (a) Asset Management Fee. The Company shall pay to the Advisor quarterly, for services rendered under this Agreement, an Asset Management Fee calculated as follows: The Asset Management Fee for any calendar year shall be an applicable percentage of the Total Contributions. The applicable percentage used to calculate such Asset Management Fee shall be based upon the Return Ratio, calculated on a per annum basis, for the preceding calendar year. The Asset Management Fee shall be as follows with respect to each calendar year: 0.1% of Total Contributions if the Return Ratio for the calendar year or prorata for a partial year is 6.0% or less; 0.15% of Total Contributions if the Return Ratio for the calendar year or prorata for a partial year is more than 6.0% but not more than 8.0%; and 0.25% of Total Contributions if the Return Ratio for the calendar year or prorata for a partial year is above 8.0%. If the Asset Management Fee is payable with respect to any calendar year or partial year, it shall be prorated based on the number of days elapsed during any such partial calendar year and paid quarterly.

          (b) Payment of Asset Management Fee. The Advisor shall compute the compensation payable to it under Section 11(a) of this Agreement within 45 days of the end of each calendar quarter. A copy of the computations made by the Advisor to calculate its compensation shall thereafter promptly be delivered to the Board of Directors and, upon such delivery, payment of the compensation earned under Section 11(a) of this Agreement shown therein shall be due and payable within 60 days after the end of such calendar quarter.

          (a) The Company shall pay directly or reimburse the Advisor for the following expenses in addition to the compensation provided for in this Agreement:

          (i) all costs of personnel used by the Company (whether employed by the Company or another entity) and involved in the business of the Company;

          (ii) expenses incurred in connection with the initial investment of the funds of the Company, including all direct expenses incurred in connection with investigation and acquisition of Properties;

          (iii) interest and other costs for borrowed money, including discounts, points and other similar fees;

          (iv) taxes and assessments on income or property and taxes as an expense of doing business;

          (v) fees and commissions, including finder’s fees and brokerage commissions with respect to the acquisition and disposition of assets of the Company, whether payable to an Affiliate of the Advisor or an unrelated Person, including, without limitation, costs of foreclosure, maintenance, repair and improvement of Property;

          (vi) costs associated with insurance required in connection with the business of the Company or by the Board of Directors;

          (vii) expenses of managing and operating real property owned by the Company, whether payable to an Affiliate of the Advisor or an unrelated Person;

          (viii) fees and expenses of legal counsel for the Company;

          (ix) fees and expenses of independent auditors and accountants for the Company;

          (x) all expenses in connection with payments to the Board of Directors or any committee thereof and meetings of the Board of Directors or any committee thereof and Shareholders;

          (xi) expenses associated with listing the Units on a national stock exchange or quoting the Units on the NASDAQ National Market System if requested by the Board of Directors, or with the issuance and distribution of any additional Units of the Company at any time, such as taxes, legal and accounting fees, listing and registration fees, and other expenses;

          (xii) dividend and dividend distributions;

          (xiii) expenses of organizing, revising, amending, converting, modifying or terminating the Company, the Articles of Incorporation or the Bylaws; and

          (xiv) expenses of maintaining communications with Shareholders, including the cost of preparation, printing, and mailing annual reports and other Shareholder reports, proxy statements and other reports required by governmental entities; and

          (xv) all costs and expenses associated with the office space used by employees involved in the business of the Company.

          (b) Except as otherwise provided herein, the Advisor shall pay all expenses of performing its obligations under this Agreement, including, without limitation, the following expenses:

          (i) employment expenses of the Advisor, including, but not limited to, salaries, wages, payroll taxes, costs of employee benefit plans, and temporary help expenses, except to the extent that such expenses are otherwise reimbursable pursuant to Section 12(a) of this Agreement or the Articles of Incorporation or Bylaws;

          (ii) audit fees and expenses of the Advisor;

          (iii) legal fees and other expenses of professional services to the Advisor;

          (iv) rent, telephone, utilities and other office expenses of the Advisor;

          (v) insurance of the Advisor; and

          (vi) all other administrative expenses of the Advisor.

          (a) 2% of the Average Invested Assets of the Company for such Calendar Year; or

          (b) 25% of the Company’s Company Net Income for such Calendar Year, determined in accordance with generally accepted accounting principles.

          (a) the Directors have determined, in good faith, that the course of conduct which caused the liability or loss was undertaken in good faith within what the Advisor reasonably believed to be the scope of its employment or authority and for a purpose which it reasonably believed to be in the best interests of the Company;

          (b) the Directors have determined, in good faith, that the liability or loss was not the result of willful misconduct, bad faith, reckless disregard of duties or violation of the criminal law on the part of the Advisor; and

          (c) the indemnified amount is recoverable only out of the assets of the Company and not from the Shareholders.

          (a) This Agreement shall have an initial one year term ending December 20, 2011, and thereafter shall be renewed for additional one-year terms upon the consent of the Directors.

          (b) Prior to any renewal of this Agreement, the Directors shall review (i) the performance of the Advisor hereunder to determine its compliance with the provisions of this Agreement, and (ii) the fees payable to the Advisor hereunder to determine whether they are reasonable in relation to the nature and quality of services performed. The findings of the Directors shall be recorded in the minutes of the Directors.

          (c) This Agreement shall be terminable (i) without cause by the Advisor or (ii) without cause by a majority of the Directors, in each case upon 60 days’ prior written notice to the non-terminating party.

          (d) In the event of the termination of the Advisor, the Advisor will cooperate with the Company and take all reasonable steps requested to assist the Directors in making an orderly transition of the advisory function to another Person.

          (e) At the sole option of a majority of the Directors, this Agreement may be terminated for cause by written notice of termination from the Company to the Advisor if any of the following events occur:

          (i) if the Advisor shall violate or default in the performance of any material provision of this Agreement and, after written notice of such violation or default, shall not cure such violation or default within 30 days;

          (ii) if the Advisor shall be adjudged bankrupt or insolvent by a court of competent jurisdiction, or an order shall be made by a court of competent jurisdiction for the appointment of a receiver, liquidator or trustee of the Advisor, or of all or substantially all of its property by reason of the foregoing, or approving any petition filed against the Advisor for reorganization, and such adjudication or order shall remain in force or unstayed for a period of 30 days; or

          (iii) if the Advisor shall institute proceedings for voluntary bankruptcy or shall file a petition seeking reorganization under the federal bankruptcy laws, or for relief under any law for relief of debtors, or shall consent to the appointment of a receiver for itself or for all or substantially all of its property, or shall make a general assignment for the benefit of its creditors, or shall admit in writing its inability to pay its debts, generally, as they become due.

          (f) Any notice of termination under this Section shall (except to the extent this Section requires a different notice period) be effective on the date specified in such notice, which may be the day on which such notice is given or any date thereafter. The Advisor agrees that if any of the events specified in subparagraph (ii) or (iii) of Section 22(e) shall occur, it shall give written notice thereof to the Board of Directors within 5 days after the occurrence of such event.

          (a) From and after the effective date of termination of this Agreement pursuant to Section 22 hereof, the Advisor shall not be entitled to compensation for further services rendered hereunder, but shall be entitled to receive from the Company within 30 days after the effective date of such termination, an amount in cash equal to all earned but unpaid Asset Management Fees payable to the Advisor prior to the termination of this Agreement.

          (b) Within a reasonable period of time, but in no event later than 30 days after the termination of this Agreement, the Advisor shall:

          (i) pay over to the Company all money collected and held for the account of the Company pursuant to this Agreement, after deducting any accrued compensation and reimbursement for its expenses to which it is then entitled;

          (ii) deliver to the Board of Directors a full accounting, including a statement showing all payments collected by it and a statement of all money held by it, covering the period following the date of the last accounting furnished to the Board of Directors; and

          (iii) deliver to the Board of Directors all property and documents of the Company then in the custody of the Advisor.

Apple REIT Ten, Inc.

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Attn: Board of Directors

Apple Ten Advisors, Inc.

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Attn: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇

APPLE REIT TEN, INC.

a Virginia corporation

By:

/s/▇▇▇▇▇ ▇. ▇▇▇▇▇▇

Title:

▇▇▇▇▇ ▇. ▇▇▇▇▇▇, President

APPLE TEN ADVISORS, INC.,

a Virginia corporation

By:

/s/▇▇▇▇▇ ▇. ▇▇▇▇▇▇

Title:

▇▇▇▇▇ ▇. ▇▇▇▇▇▇, President